SEC Form 4 · accession 0001213900-26-068234

AXIA Energia S.A. · AXIA3

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Campos Vicente Falconi

Director

Period of report

Jun 5, 2026

Accepted (ET)

Jun 12, 2026 · 3:44 pm EDT

Rule 10b5-1 plan

box not checked

Issuer CIK

0001439124

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Shares^F1,F2	Jun 5, 2026	J	91,078	—	A	142,193	D
Common Shares^F1,F3,F4	Jun 5, 2026	J	4,199,899	—	A	4,199,899	I	See Footnotes
Common Shares^F1,F5,F6	Jun 5, 2026	J	2,456,287	—	A	2,456,287	I	See Footnotes
Class "B1" Preferred Shares^F1	Jun 5, 2026	J	82,799	—	D	0	D
Class "B1" Preferred Shares^F1,F4,F7	Jun 5, 2026	J	3,818,090	—	D	0	I	See Footnotes
Class "B1" Preferred Shares^F1,F6,F8	Jun 5, 2026	J	2,232,989	—	D	0	I	See Footnotes

Table II — derivative securities

No Table II lines on this filing.

Explanation of responses

F1On June 5, 2026, in connection with Axia Energia S.A.'s (the "Company") migration to the Novo Mercado listing segment of B3 S.A. -- Brasil, Bolsa, Balcao, each outstanding Class "B1" Preferred Share of the Company was mandatorily exchanged for 1.1 Common Shares (the "Exchange"). Vicente Falconi Campos ("Mr. Campos") neither paid nor received any cash consideration in connection with the Exchange. The amounts reported herein reflect only the acquisition of Common Shares and the corresponding disposition of Class "B1" Preferred Shares pursuant to the Exchange.
F2Represents the sum of (i) 40,476 unvested RSUs; and (ii) Common Shares held by Mr. Campos.
F3Mr. Campos is a controlling shareholder in STARTOURS FIA IE ("Startours") which directly holds the Common Shares of the Company reported in this filing. Mr. Campos may be deemed to indirectly beneficially own these shares by virtue of control over Startours.
F4For the purposes of this filing, each of Startours and Mr. Campos disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein. This filing shall not be deemed an admission that Startours or Mr. Campos is the beneficial owner of any of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise.
F5Mr. Campos is a controlling shareholder in TUCA FIA RESPONSABILIDADE LIMITADA ("Tuca") which directly holds the Common Shares of AXIA reported in this filing. Mr. Campos may be deemed to indirectly beneficially own these shares by virtue of control over Tuca.
F6For the purposes of this filing, each of Tuca and Mr. Campos disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein. This filing shall not be deemed an admission that Tuca or Mr. Campos is the beneficial owner of any of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise.
F7Mr. Campos is a controlling shareholder in Startours which directly holds the Class "B1" Preferred Shares of the Company reported in this filing. Mr. Campos may be deemed to indirectly beneficially own these shares by virtue of control over Startours.
F8Mr. Campos is a controlling shareholder in Tuca which directly holds the Class "B1" Preferred Shares of the Company reported in this filing. Mr. Campos may be deemed to indirectly beneficially own these shares by virtue of control over Tuca.